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SC II TBO, L.P.

Disclosed activity across 1 company

Tapewire entity
156893
SEC CIK
0001735623

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Global Eagle Entertainment Inc.ENT · Entity 14960110% ownerJune 05, 2019June 07, 2019

Disclosed balances

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Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Stock, par value $0.0001 per shareSEC Table I · non-derivativeDirect6,941,707 Reported balance After 2019-06-05 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2019-06-05 · Purchase · Acquired 5,000,000 · Balance 6,941,707

F1: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F2: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F2: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
June 05, 2019 Filed Jun 7, 2019 08:21 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 5,000,000 $0.30 $1,500,000.00
Disclosure

SEC source: 0000950142-19-001304 · es1900768_4-searchlight.xml · nonDerivative · entry 1

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,941,707

F1 · ownership.direct: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F2 · ownership.direct: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
May 24, 2019 Filed May 29, 2019 08:49 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 Other2.75% Convertible Senior Notes due 2035 · Derivative 2,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000950142-19-001184 · es1900713_4-searchlight.xml · derivative · entry 1

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,000

Underlying: Common Stock, par value $0.0001 per share · Not disclosed shares

Expires 2035-02-15

F1 · security: The 2.75% Convertible Senior Notes due 2035 (the "Convertible Notes") are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the Convertible Notes beneficially owned by the Fund. (cont'd in FN 2)

F2 · security: (cont'd from FN 1) Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F3 · derivative.exercise_price: As of the date of this Form 4, the last reported conversion rate for the Convertible Notes was 53.9084 shares of common stock per $1,000 principal amount of Convertible Notes, corresponding to a conversion price of approximately $18.55 per share of common stock. The conversion rate is subject to adjustment in certain circumstances pursuant to the Indenture, dated as of February 18, 2015, between the Issuer and U.S. Bank National Associated, as trustee. Upon conversion of any Convertible Note, the Issuer will pay or deliver to the convertible noteholder cash, shares of common stock or a combination of cash and shares of common stock, at the Issuer's election.

F4 · kind: The Fund purchased $2,000,000 aggregate principal amount of the Convertible Notes for an aggregate purchase price of $970,000 in open market transactions.

F4 · shares: The Fund purchased $2,000,000 aggregate principal amount of the Convertible Notes for an aggregate purchase price of $970,000 in open market transactions.

F4 · price: The Fund purchased $2,000,000 aggregate principal amount of the Convertible Notes for an aggregate purchase price of $970,000 in open market transactions.

F5 · derivative.exercise_date: The Convertible Notes are convertible by holders any time prior to the close of business on the business day immediately preceding November 15, 2034, only if one or more of the following conditions has been satisfied: (1) during any calendar quarter beginning after March 31, 2015 if the closing price of the Issuer's common stock equals or exceeds 130% of the conversion price per share during a defined period at the end of the previous quarter, (2) during the five consecutive business day period immediately following any five consecutive trading day period in which the trading price per $1,000 principal amount of Convertible Notes for each trading day was less than 98% of the product of the last reported sale price of the Issuer's common stock and the conversion rate on each such trading day; (3) if specified corporate transactions occur, or (cont'd in FN 6)

F6 · derivative.exercise_date: (cont'd from FN 5) (4) if the Issuer calls any or all of the Convertible Notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date. On or after November 15, 2034, until the close of business on the second scheduled trading day immediately preceding February 15, 2035, a holder may convert all or a portion of its Convertible Notes at any time, regardless of the foregoing circumstances.

F3 · derivative.underlying_shares: As of the date of this Form 4, the last reported conversion rate for the Convertible Notes was 53.9084 shares of common stock per $1,000 principal amount of Convertible Notes, corresponding to a conversion price of approximately $18.55 per share of common stock. The conversion rate is subject to adjustment in certain circumstances pursuant to the Indenture, dated as of February 18, 2015, between the Issuer and U.S. Bank National Associated, as trustee. Upon conversion of any Convertible Note, the Issuer will pay or deliver to the convertible noteholder cash, shares of common stock or a combination of cash and shares of common stock, at the Issuer's election.

F7 · balance_after: $3,000,000 aggregate principal amount of Convertible Notes.

Read SEC document
May 25, 2018 Filed May 30, 2018 16:18 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 173,641 $1.97 $341,656.03
Disclosure

SEC source: 0000950142-18-001254 · es1800736_4-searchlight.xml · nonDerivative · entry 1

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,941,707

F1 · price: The price reported in Column 4 is a weighted average price. The shares purchased on May 25, 2018 were purchased in multiple transactions at prices ranging from $1.93 to $1.98, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, to any security holder of Global Eagle Entertainment Inc., or to Global Eagle Entertainment Inc., upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.

F2 · ownership.direct: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F3 · ownership.direct: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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May 24, 2018 Filed May 25, 2018 16:22 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 30,290 $1.96 $59,368.40
Disclosure

SEC source: 0000950142-18-001236 · es1800724_4-searchlight.xml · nonDerivative · entry 2

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,768,066

F2 · ownership.direct: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F3 · ownership.direct: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
May 23, 2018 Filed May 25, 2018 16:22 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 90,382 $1.91 $172,955.00
Disclosure

SEC source: 0000950142-18-001236 · es1800724_4-searchlight.xml · nonDerivative · entry 1

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,737,776

F1 · price: The price reported in Column 4 is a weighted average price. The shares purchased on May 23, 2018 were purchased in multiple transactions at prices ranging from $1.88 to $1.95, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, to any security holder of Global Eagle Entertainment Inc., or to Global Eagle Entertainment Inc., upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.

F2 · ownership.direct: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F3 · ownership.direct: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
May 22, 2018 Filed May 23, 2018 17:04 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 328,593 $1.88 $618,017.71
Disclosure

SEC source: 0000950142-18-001209 · es1800710_4-searchlight.xml · nonDerivative · entry 2

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,647,394

F1 · price: The price reported in Column 4 is a weighted average price. The shares purchased on May 21, 2018 were purchased in multiple transactions at prices ranging from $1.52 to $1.90, inclusive. The shares purchased on May 22, 2018 were purchased in multiple transactions at prices ranging from $1.72 to $1.95, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, to any security holder of Global Eagle Entertainment Inc., or to Global Eagle Entertainment Inc., upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.

F2 · ownership.direct: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F3 · ownership.direct: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
May 21, 2018 Filed May 23, 2018 17:04 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 750,001 $1.77 $1,330,351.77
Disclosure

SEC source: 0000950142-18-001209 · es1800710_4-searchlight.xml · nonDerivative · entry 1

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,318,801

F1 · price: The price reported in Column 4 is a weighted average price. The shares purchased on May 21, 2018 were purchased in multiple transactions at prices ranging from $1.52 to $1.90, inclusive. The shares purchased on May 22, 2018 were purchased in multiple transactions at prices ranging from $1.72 to $1.95, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, to any security holder of Global Eagle Entertainment Inc., or to Global Eagle Entertainment Inc., upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.

F2 · ownership.direct: The securities are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the securities beneficially owned by the Fund.

F3 · ownership.direct: Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
May 18, 2018 Filed May 21, 2018 17:18 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 200,000 $1.26 $252,060.00
Disclosure

SEC source: 0000950142-18-001197 · es1800704_4-searchlight.xml · nonDerivative · entry 2

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 568,800

F1 · price: The price reported in Column 4 is a weighted average price. The shares purchased on May 17, 2018 were purchased in multiple transactions at prices ranging from $1.02 to $1.20, inclusive. The shares purchased on May 18, 2018 were purchased in multiple transactions at prices ranging from $1.19 to $1.32, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, to any security holder of Global Eagle Entertainment Inc., or to Global Eagle Entertainment Inc., upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.

Read SEC document
May 17, 2018 Filed May 21, 2018 17:18 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 Other2.75% Convertible Senior Notes due 2035 · Derivative 1,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000950142-18-001197 · es1800704_4-searchlight.xml · derivative · entry 3

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,000

Underlying: Common Stock, par value $0.0001 per share · Not disclosed shares

Expires 2035-02-15

F2 · security: The 2.75% Convertible Senior Notes due 2035 (the "Convertible Notes") are owned by Searchlight II TBO-W, L.P. (the "Fund"). Searchlight II TBO GP, LLC ("Searchlight II TBO GP") is the general partner of the Fund. SC II PV TBO, L.P. ("SC II PV TBO"), Searchlight Capital II (FC) AIV, L.P. ("Searchlight Capital II (FC) AIV") and SC II TBO, L.P. ("SC II TBO") are the members of Searchlight II TBO GP. Searchlight Capital Partners II GP, L.P. ("Searchlight Capital Partners II GP LP") is the general partner of SC II PV TBO, Searchlight Capital II (FC) AIV and SC II TBO. Searchlight Capital Partners II GP, LLC ("Searchlight Capital Partners II GP") is the general partner of Searchlight Capital Partners II GP LP. By reason of the provisions of Rule 16a-1, each of the Reporting Persons herein may be deemed to be the beneficial owners of the Convertible Notes beneficially owned by the Fund. (cont'd in FN 3)

F3 · security: (cont'd from FN 2) Each of the Reporting Persons, other than the Fund, hereby disclaims beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F4 · derivative.exercise_price: As of the date of this Form 4, the last reported conversion rate for the Convertible Notes was 53.9084 shares of common stock per $1,000 principal amount of Convertible Notes, corresponding to a conversion price of approximately $18.55 per share of common stock. The conversion rate is subject to adjustment in certain circumstances pursuant to the Indenture, dated as of February 18, 2015, between the Issuer and U.S. Bank National Associated, as trustee. Upon conversion of any Convertible Note, the Issuer will pay or deliver to the convertible noteholder cash, shares of common stock or a combination of cash and shares of common stock, at the Issuer's election.

F5 · kind: The Fund purchased $1,000,000 aggregate principal amount of the Convertible Notes for an aggregate purchase price of $650,000 in open market transactions.

F5 · shares: The Fund purchased $1,000,000 aggregate principal amount of the Convertible Notes for an aggregate purchase price of $650,000 in open market transactions.

F5 · price: The Fund purchased $1,000,000 aggregate principal amount of the Convertible Notes for an aggregate purchase price of $650,000 in open market transactions.

F6 · derivative.exercise_date: The Convertible Notes are convertible by holders any time prior to the close of business on the business day immediately preceding November 15, 2034, only if one or more of the following conditions has been satisfied: (1) during any calendar quarter beginning after March 31, 2015 if the closing price of the Issuer's common stock equals or exceeds 130% of the conversion price per share during a defined period at the end of the previous quarter, (2) during the five consecutive business day period immediately following any five consecutive trading day period in which the trading price per $1,000 principal amount of Convertible Notes for each trading day was less than 98% of the product of the last reported sale price of the Issuer's common stock and the conversion rate on each such trading day; (3) if specified corporate transactions occur, or (cont'd in FN 7)

F7 · derivative.exercise_date: (cont'd from FN 6) (4) if the Issuer calls any or all of the Convertible Notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date. On or after November 15, 2034, until the close of business on the second scheduled trading day immediately preceding February 15, 2035, a holder may convert all or a portion of its Convertible Notes at any time, regardless of the foregoing circumstances.

F4 · derivative.underlying_shares: As of the date of this Form 4, the last reported conversion rate for the Convertible Notes was 53.9084 shares of common stock per $1,000 principal amount of Convertible Notes, corresponding to a conversion price of approximately $18.55 per share of common stock. The conversion rate is subject to adjustment in certain circumstances pursuant to the Indenture, dated as of February 18, 2015, between the Issuer and U.S. Bank National Associated, as trustee. Upon conversion of any Convertible Note, the Issuer will pay or deliver to the convertible noteholder cash, shares of common stock or a combination of cash and shares of common stock, at the Issuer's election.

F8 · balance_after: $1,000,000 aggregate principal amount of Convertible Notes.

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May 17, 2018 Filed May 21, 2018 17:18 UTC Global Eagle Entertainment Inc. ENT · Entity 149601 PurchaseCommon Stock, par value $0.0001 per share 368,800 $1.17 $430,942.80
Disclosure

SEC source: 0000950142-18-001197 · es1800704_4-searchlight.xml · nonDerivative · entry 1

Searchlight II TBO-W, L.P. · CIK 0001735628 · 10% owner · Director by Deputization

Searchlight II TBO GP, LLC · CIK 0001735630 · 10% owner

SC II PV TBO, L.P. · CIK 0001735622 · 10% owner

Searchlight Capital II (FC) AIV, L.P. · CIK 0001735634 · 10% owner

SC II TBO, L.P. · CIK 0001735623 · 10% owner

Searchlight Capital Partners II GP, L.P. · CIK 0001735633 · 10% owner

Searchlight Capital Partners II GP, LLC · CIK 0001735631 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 368,800

F1 · price: The price reported in Column 4 is a weighted average price. The shares purchased on May 17, 2018 were purchased in multiple transactions at prices ranging from $1.02 to $1.20, inclusive. The shares purchased on May 18, 2018 were purchased in multiple transactions at prices ranging from $1.19 to $1.32, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, to any security holder of Global Eagle Entertainment Inc., or to Global Eagle Entertainment Inc., upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.